Common use of Trustee's requirements regarding Paying Agents etc Clause in Contracts

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders and/or Couponholders, the Trustee may: (a) by notice in writing to the Issuer, the Guarantors, the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (i) to act thereafter as Agent and Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available for such purpose) and thereafter to hold all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is obliged not to release by any law or regulation; and (b) by notice in writing to the Issuer and the Guarantors require each of them to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Agent and with effect from the issue of any such notice to the Issuer and the Guarantors and until such notice is withdrawn proviso (a) to subclause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 7.1 or Clause 10 to the relevant Noteholders Holders and/or Couponholders, or the Notes shall otherwise have become due and repayable, the Trustee may: (a) by notice in writing to the Issuer, the GuarantorsIssue and Paying Agent, the Agent Registrar and the other Paying Agents require the Agent Issue and Paying Agent, the Registrar and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (i) to act thereafter as Agent Issue and Paying Agent, Registrar and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent Issue and Paying Agent, the Registrar and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and Coupons and available for such purpose) and thereafter to hold all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons Coupons, in each case held by them in their capacity as Issue and Paying Agent or, as the case may be, Registrar or other Paying Agent, to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Agent or Issue and Paying Agent, the Registrar the relevant other Paying Agent is obliged not to release by any law or regulation; and (b) by notice in writing to the Issuer and the Guarantors require each of them it to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Issue and Paying Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors and until such notice is withdrawn withdrawn, proviso (ai) to subclause Subclause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable be continuing or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders Noteholders, Receiptholders and/or Couponholders, the Trustee may: (ai) by notice in writing to the Issuer, the Guarantorsrelevant Obligors, the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (ia) to act thereafter as Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's ’s liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and the relative Receipts and Coupons and available for such purpose) and thereafter to hold all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons on behalf of the Trustee; or (iib) to deliver up all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons Coupons, in each case held by them in their capacity as Agent or, as the case may be, other Paying Agent, to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is obliged not to release by any law or regulation; and (bii) by notice in writing to the Issuer and the Guarantors relevant Obligors require each of them to make all subsequent payments in respect of the Notes Notes, Receipts and Coupons to or to the order of the Trustee and not to the Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors relevant Obligors and until such notice is withdrawn withdrawn, proviso (ai) to subclause 2.2 sub-clause (B) of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders and/or Couponholders, the Trustee may: (a) by notice in writing to the relevant Issuer, the GuarantorsGuarantor, the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (i) to act thereafter as Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available for such purpose) and thereafter to hold all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Agent or relevant other Paying Agent is obliged not to release by any law or regulation; and (b) by notice in writing to the relevant Issuer and the Guarantors Guarantor require each of them to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Agent and and, with effect from the issue of any such notice to the relevant Issuer and the Guarantors Guarantor and until such notice is withdrawn withdrawn, proviso (a) to subclause Clause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred and be continuing or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 9 to the relevant Noteholders and/or Couponholders, the Trustee may: (a) by notice in writing to the Issuer, the Guarantors, the Issuing and Paying Agent and the other Paying Agents and the Calculation Agent require the Issuing and Paying Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (i) to act thereafter thereafter, until otherwise instructed by the Trustee, as Issuing and Paying Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's ’s liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Issuing and Paying Agent and the other Paying Agents (if any) shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available to the Trustee for such purpose) and thereafter to hold all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; orand/or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons in each case held by them in their capacity as Issuing and Paying Agent or, as the case may be, other Paying Agents to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Issuing and Paying Agent or relevant other Paying Agent is obliged not to release by any law or regulation; and (b) by notice in writing to the Issuer and the Guarantors require each of them it to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Issuing and Paying Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors and until such notice is withdrawn withdrawn, proviso (a) to subclause sub-clause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred and for so long as it shall be continuing in the opinion of the Trustee or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders Noteholders, Receiptholders and/or Couponholders, the Trustee may: (a) by notice in writing to the Issuer, the GuarantorsGuarantor, the Issuing and Paying Agent and the other Paying Agents require the Issuing and Paying Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (i) to act thereafter as Issuing and Paying Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Issuing and Paying Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available for such purpose) and thereafter to hold all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons on behalf of the Trustee; or (ii) to deliver up all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Issuing and Paying Agent or relevant other Paying Agent is obliged not to release by any law or regulation; and (b) by notice in writing to the Issuer and the Guarantors Guarantor require each of them to make all subsequent payments in respect of the Notes Notes, Receipts and Coupons to or to the order of the Trustee and not to the Issuing and Paying Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors Guarantor and until such notice is withdrawn withdrawn, proviso (a) to subclause Clause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 9 to the relevant Noteholders Noteholders, Receiptholders and/or Couponholders, the Trustee may: (ai) by notice in writing to the relevant Issuer, the Guarantors, the Principal Paying Agent and the other Paying Agents require the Principal Paying Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (ia) to act thereafter as Principal Paying Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's ’s liability Back to Contents under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available for such purpose) and thereafter to hold all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons on behalf of the Trustee; or (iib) to deliver up all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Principal Paying Agent or relevant other Paying Agent is obliged not to release by any law or regulation; and (bii) by notice in writing to the relevant Issuer and the Guarantors require each of them to make all subsequent payments in respect of the Notes Notes, Receipts and Coupons to or to the order of the Trustee and not to the Principal Paying Agent and and, with effect from the issue of any such notice to the relevant Issuer and the Guarantors and until such notice is withdrawn withdrawn, proviso (ai) to subclause 2.2 sub-clause (B) of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred and be continuing or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 9 to the relevant Noteholders and/or Couponholders, the Trustee may: (a) by notice in writing to the Issuer, the Guarantors, the Issuing and Paying Agent and the other Paying Agents and the Calculation Agent require the Issuing and Paying Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement:Agreement:‌ (i) to act thereafter thereafter, until otherwise instructed by the Trustee, as Issuing and Paying Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's ’s liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Issuing and Paying Agent and the other Paying Agents (if any) shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available to the Trustee for such purpose) and thereafter to hold all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; orand/or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons in each case held by them in their capacity as Issuing and Paying Agent or, as the case may be, other Paying Agents to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Issuing and Paying Agent or relevant other Paying Agent is obliged not to release by any law or regulation; and (b) by notice in writing to the Issuer and the Guarantors require each of them it to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Issuing and Paying Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors and until such notice is withdrawn withdrawn, proviso (a) to subclause sub-clause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders and/or Couponholders, the Trustee may: (a) by notice in writing to the Issuer, the Guarantors, the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (i) to act thereafter as Agent and Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available for such purpose) and thereafter to hold all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is obliged not to release by any law or regulation; andand‌ (b) by notice in writing to the Issuer and the Guarantors require each of them to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Agent and with effect from the issue of any such notice to the Issuer and the Guarantors and until such notice is withdrawn proviso (a) to subclause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default or Potential Enforcement Event (as applicable) or any of the events described in Condition 2.2(b) (in relation to Tier 2 Notes) shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders and/or Couponholdersoccurred, the Trustee may: (a) by notice in writing to the Issuer, the Guarantors, the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (i) to act thereafter as Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available for such purpose) and thereafter to hold all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is obliged not to release by any law or regulation; and (b) by notice in writing to the Issuer and the Guarantors (as applicable) require each of them to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Agent or the Registrar and with effect from the issue of any such notice to the Issuer and the Guarantors (as applicable) and until such notice is withdrawn proviso (a) to subclause Clause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable be continuing or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders Noteholders, Receiptholders and/or Couponholders, the Trustee may: (ai) by notice in writing to the Issuer, the Guarantorsrelevant Obligors, the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (ia) to act thereafter as Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts terms of these presents relating to the Notes of the relevant Series and the relative Receipts and Coupons and available for such purpose) and thereafter to hold all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons on behalf of the Trustee; or (iib) to deliver up all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons Coupons, in each case held by them in their capacity as Agent or, as the case may be, other Paying Agent, to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is obliged not to release by any law or regulation; andand Back to Contents (bii) by notice in writing to the Issuer and the Guarantors relevant Obligors require each of them to make all subsequent payments in respect of the Notes Notes, Receipts and Coupons to or to the order of the Trustee and not to the Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors relevant Obligors and until such notice is withdrawn withdrawn, proviso (ai) to subclause 2.2 sub-clause (B) of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders Noteholders, Receiptholders and/or CouponholdersCouponholders or the Notes shall otherwise have become due and repayable, the Trustee may: (ai) by notice in writing to the relevant Issuer, Telecom Italia (where the Guarantorsrelevant Issuer is TI Finance), the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (ia) to act thereafter as Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's ’s liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and the relative Receipts and Coupons and available for such purpose) and thereafter to hold all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons on behalf of the Trustee; or (iib) to deliver up all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons Coupons, in each case held by them in their capacity as Agent or, as the case may be, other Paying Agent, to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is obliged not to release by any law or regulation; and (bii) by notice in writing to the relevant Issuer and (where the Guarantors relevant Issuer is TI Finance) Telecom Italia require each of them to make all subsequent payments in respect of the Notes Notes, Receipts and Coupons to or to the order of the Trustee and not to the Agent and and, with effect from the issue of any such notice to the relevant Issuer and (where the Guarantors relevant Issuer is TI Finance) Telecom Italia and until such notice is withdrawn withdrawn, proviso (ai) to subclause 2.2 sub-clause (B) of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders and/or Couponholdersoccurred, the Trustee may: (ai) by notice in writing to the Issuer, the GuarantorsGuarantor, the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (ia) to act thereafter as Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and the relative Receipts and Coupons and available for such purpose) and thereafter to hold all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons on behalf of the Trustee; or (iib) to deliver up all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons Coupons, in each case held by them in their capacity as Agent or other Paying Agent, to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is obliged not to release by any law or regulation; and (bii) by notice in writing to the Issuer and the Guarantors Guarantor require each of them to make all subsequent payments in respect of the Notes Notes, Receipts and Coupons to or to the order of the Trustee and not to the Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors Guarantor and until such notice is withdrawn withdrawn, proviso (ai) to subclause 2.2 sub-clause (B) of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 9 to the relevant Noteholders and/or Couponholders, the Trustee may: (aA) by notice in writing to the Issuer, the GuarantorsPrincipal Paying Agent, the other Paying Agents, the Transfer Agent, the Calculation Agent and the Registrar require the Principal Paying Agent, the other Paying Agents require Agents, the Transfer Agent, the Calculation Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) Registrar pursuant to the Agency Agreement: (i) Agreement to act thereafter as Principal Paying Agent, Paying Agents, Transfer Agent, Calculation Agent and Paying Agents Registrar respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Principal Paying Agent, the other Paying Agents, the Transfer Agent, the Calculation Agent and the other Paying Agents Registrar shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available for such purpose) and thereafter to hold all Notes Notes, Certificates and Coupons and all sums, documents and records held by them in respect of Notes Notes, Certificates and Coupons on behalf of the Trustee; or (iiB) to deliver up all Notes Notes, Certificates and Coupons and all sums, documents and records held by them in respect of Notes Notes, Certificates and Coupons to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Principal Paying Agent, other relevant Paying Agent, Transfer Agent, Calculation Agent or other Paying Agent Registrar is obliged not to release by any law or regulation; and (bC) by notice in writing to the Issuer and the Guarantors require each of them it to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Principal Paying Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors and until such notice is withdrawn proviso (awithdrawn, Clause 2.2(A) to subclause 2.2 of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 10 to the relevant Noteholders and/or Couponholdersoccurred, the Trustee may: (ai) by notice in writing to the Issuer, the GuarantorsGuarantor, the Agent and the other Paying Agents require the Agent and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement: (ia) to act thereafter as Agent and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's ’s liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and the relative Receipts and Coupons and available for such purpose) and thereafter to hold all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons on behalf of the Trustee; or (iib) to deliver up all Notes Notes, Receipts and Coupons and all sums, documents and records held by them in respect of Notes Notes, Receipts and Coupons Coupons, in each case held by them in their capacity as Agent or other Paying Agent, to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is obliged not to release by any law or regulation; and (bii) by notice in writing to the Issuer and the Guarantors Guarantor require each of them to make all subsequent payments in respect of the Notes Notes, Receipts and Coupons to or to the order of the Trustee and not to the Agent and and, with effect from the issue of any such notice to the Issuer and the Guarantors Guarantor and until such notice is withdrawn withdrawn, proviso (ai) to subclause 2.2 sub-clause (B) of this Clause relating to the Notes shall cease to have effect.

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable or the Trustee shall have received any money which it proposes to pay under Clause 7.3 or Clause 10 to the relevant Noteholders Holders and/or Couponholders, or the Notes shall otherwise have become due and repayable, the Trustee may:may:‌ (a) by notice in writing to the Issuer, the GuarantorsGuarantor (where the Issuer is PFA), the Agent Issue and Paying Agent, the Registrar and the other Paying Agents require the Agent Issue and Paying Agent, the Registrar and the other Paying Agents (until notified to the contrary and so far as permitted by applicable law) pursuant to the Agency Agreement:Agreement:‌ (i) to act thereafter as Agent Issue and Paying Agent, Registrar and other Paying Agents respectively of the Trustee in relation to payments to be made by or on behalf of the Trustee under the terms of these presents mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent Issue and Paying Agent, the Registrar and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and Coupons and available for such purpose) and thereafter to hold all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons Coupons, in each case held by them in their capacity as Issue and Paying Agent or, as the case may be, Registrar or other Paying Agent, to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT provided that such notice shall be deemed not to apply to any documents or records which the Agent or Issue and Paying Agent, the Registrar the relevant other Paying Agent is obliged not to release by any law or regulation; and (b) by notice in writing to the Issuer and (where the Guarantors Issuer is PFA) the Guarantor require each of them the Issuer (failing which, the Guarantor (where the Issuer is PFA)) to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Issue and Paying Agent and and, with effect from the issue of any such notice to the Issuer and (where the Guarantors and Issuer is PFA) the Guarantor until such notice is withdrawn withdrawn, proviso (ai) to subclause Subclause 2.2 of this Clause relating to the Notes shall cease to have effect.effect.‌‌

Trustee's requirements regarding Paying Agents etc. At any time after an Event of Default or a Potential Event of Default shall have occurred or the Notes of all or any Series shall otherwise have become due and repayable and remain unpaid or the Trustee shall have received any money which it proposes to pay under Clause 10 (Application of Moneys) to the relevant Noteholders and/or CouponholdersNoteholders, the Trustee may: (a) by notice in writing to the Issuer, the Guarantors, the Agent Issuer and the other Paying Agents Agents, require the any such Agent and the other Paying Agents (until notified by the Trustee to the contrary and so far as permitted by applicable lawcontrary) pursuant to the Agency Agreement: (i) to act thereafter thereafter, until otherwise instructed by the Trustee, as Agent and Paying Agents respectively of the Trustee in relation to payments and calculations to be made by or on behalf of the Trustee under the terms of these presents and in relation to all powers and duties of the Agents otherwise owing to the Issuer in respect of the Notes pursuant to the Agency Agreement mutatis mutandis on the terms provided in the Agency Agreement (save that the Trustee's liability under any provisions thereof for the indemnification, remuneration and payment of out-of-pocket expenses of the Agent and the other Paying Agents shall be limited to the amounts for the time being held by the Trustee on the trusts of these presents relating to the Notes of the relevant Series and available to the Trustee for such purpose) and thereafter to hold all Notes and Coupons all sums, monies, documents and records held by them in respect of Notes on behalf of the Trustee; and/or (ii) to deliver up all Notes and all sums, documents and records held by them in respect of Notes and Coupons on behalf of the Trustee; or (ii) to deliver up all Notes and Coupons and all sums, documents and records held by them in respect of Notes and Coupons to the Trustee or as the Trustee shall direct in such notice PROVIDED THAT notice; provided that such notice shall be deemed not to apply to any documents or records which the Agent or other Paying Agent is Agents are obliged not to release by any law or regulation; and (b) by notice in writing to the Issuer Principal Paying Agent and the Guarantors Issuer, require each of them the Issuer to make all subsequent payments in respect of the Notes and Coupons to or to the order of the Trustee and not to the Principal Paying Agent and and, with effect from the issue receipt of any such notice to the Issuer and the Guarantors and until such notice is withdrawn withdrawn, proviso (i) to sub-clause (a) to subclause 2.2 of this Clause relating 2.3 (Amount and Issue of the Notes—Trustee's requirements regarding Paying Agents etc.) insofar as it relates to the Notes shall Principal Paying Agent will cease to have effect.